Segregation of ACNielsen TAM Business Sample Clauses

Segregation of ACNielsen TAM Business. (a) ACNielsen shall, no later than January 1, 1998, produce and deliver to Cognizant or the then-Optionee a comprehensive, detailed and feasible written plan (the "Plan") for segregating the ACNielsen TAM Business from other ACNielsen businesses, for the purpose of rendering feasible the consummation of a TAM Acquisition with respect to the ACNielsen TAM Business as a whole pursuant to Section 3.2 and enabling the TAM Purchaser, commencing on the TAM Acquisition Date, to operate the ACNielsen TAM Business as a going concern without interruption, subject to Section 3.1(b) below; provided, however, that ACNielsen shall not be required to create a standalone Corporate Administration pursuant to the Plan to satisfy the requirements of this Section 3.1(a). The Plan shall be based on the principles and guidelines set forth on Schedule 3.1(a) and shall include, without limitation, the following:
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